RAP Board Meeting

REGIONAL ACCESS PROJECT FOUNDATION BOARD OF DIRECTORS
ANNUAL BOARD MEETING AGENDA
January 26, 2022 9:00 AM
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 This meeting is being conducted utilizing teleconferencing and electronic means as well as in-person at the RAP Foundation office. Members of the public may be able to participate by telephone or Zoom call as listed above.  Reasonable accommodation: Individuals with a disability requiring reasonable accommodation to attend or participate in this meeting may request assistance by emailing MReyes@RAPFoundation.org.  Notification of 48 hours prior to the meeting start time will enable us to make reasonable arrangements to ensure accessibility to the meeting.

I. CALL TO ORDER- Roll Call

II. Approval of the AGENDA
In order to meet Brown Act requirements. Items may be added to the agenda only upon decision by a majority of the Board of Directors to add the item because of a need for immediate action.

Motion:	Second:	Approve:	Denial:	Abstention Names:

III. PUBLIC COMMENT / PRESENTATIONS
Any individual wishing to comment on the agenda or an item not on the agenda may do so my emailing Mreyes@RAPFoundation.org or calling in at the number above. All emailed comments must be received prior to the 9:00 AM start time. Persons wishing to speak are requested to be recognized at the appropriate time. General comments regarding non-agenda items will be called for at this time. Specific comments regarding agenda items will be called for during discussion of each item. Please be prepared to limit your Public Comment remarks to three (3) minutes.

IV. CONSENT ITEMS: Action Required
 A. Draft Minutes of Board Meeting on December 8, 2021 (Attach. #1)
 B. NPO Centric DIRECTOR REPORT (Attach. #2) – Receive and file.
C. CEO’s REPORT (Attach. #3) – Receive and file.
D. FINANCE DIRECTOR REPORT (Attach #4) – Receive and file.
E. GRANT DIRECTOR’s REPORT (Attach #5) – Receive and file.
F. RESOLUTION 2022.02 ( Attach.#6)
          In order to continue to have the flexibility to hold remote public meetings, AB 361 requires the public agency’s Board     of Directors to pass a resolution re-ratifying the state of emergency and reauthorizing remote teleconference meetings on a monthly basis.
Staff Recommendation: To receive and file the December 8, 2021 BOD Minutes, NPO Centric Report, CEO Report, Finance Report, Grants Director Report and Resolution 2022.05.

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

V. NEW BUSINESS ITEMS – Action Required

 A. Appoint Officers: Chair, Vice-Chair, Treasurer, and Secretary.  This is a two-year term.  Per the Bylaws, the     Nominations Committee recommends a “slate for officers”.  Board members can nominate other members to be considered at this time.

The Nominations Committee Recommendation:  To appoint the following persons for officers:  Chair-  Jan Pye; Vice- Chair  -Mike Gialdini; Treasurer- Matt Gonda; Secretary – Aurora Wilson.

Chair:

Vice- Chair:

Treasurer:

Secretary:

 

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

B. Reappointment of Board Members: Elizabeth Romero, Rudy Gutierrez, Rosemary Ortega, Claudia Galvez.
The four board members have expressed an interest in continuing to serve.

Staff Recommendation:  To re-appoint Elizabeth Romero, Rudy Gutierrez, Rosemary Ortega, and Claudia                               Galvez to a 4-year term.

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

C. Appointment of Board Member: Karina Quintanilla

Nominations Committee Recommendation:  To appoint Karina Quintanilla to a 4-year term.

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

 D. Review the Employee Handbook for 2022  Attach. #7 Summary of Changes, Attach. #7A Employee Handbook, Attach. #7B HR Consultant’s Remarks)  
RAP’s HR Consultant has updated our annual Handbook for the past Five Years.  She is familiar with all the State and Federal Laws and has made the changes to ensure compliance.

Executive Committee Recommendation: 

1. To not increase the number of holidays. Will also send to the Finance Committee to determine the financial impact of current holidays and report back. 

Currently RAP staff has 11 paid holidays and the closure between Christmas and New Year’s (3 in 2022).  The CEO proposed creating a “Floating Holiday” for the 11^th holiday so that employees can choose to recognize the holidays of their choice from a group including:  Cesar Chavez, President’s Day could be replaced with Juneteenth. There would not be an increase of holidays proposed but instead President’s Day and Cesar Chavez Day would be considered “floating holidays” but there was no action taken on this idea.

 

2. To make a change to the COVID Policy recommended by staff and leave only the two paragraphs in RED. The CEO stated her disagreement with removing the recommended content from our HR consultant.  The HR consultant provides updates from Federal, State and Local governments and health agencies on a regular basis and make reference to this policy that will be deleted.  The CEO added she would include the HR consultant’s response to this action as staff comments forwarded to the Board. ( #7B)

 

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

 

E. Earthquake Insurance Policy
The policy is due to expire in early February 8, 2022.  The policy cost with Desert Insurance Solutions (DIS) for last year was $6826.19.    DIS requested that RAP obtain a replacement Earth Quake Quote for this with our new agent so all of our insurance policies are with the same agent.  The quote is attached (Attach #8).  The cost is $7674.87.

Executive Committee Recommendation:  To authorize the CEO to proceed with the DIS policy so long        as it is not more than 10% of the current policy price.     The increased cost is $848.68, more than 10% increase.

 The CEO shared the information with board member V. Tanner and he recommends “coverage placement with ICAT at this time.”

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

F. Review Resolution 2022.01 (attach. #9) Renewal of Existing Policies and Procedures.

The following Resolutions have been deleted:

2014.02 Authorizing the establishment of a new bank account at First Foundation Bank for the benefits of the Senior Inspiration Awards (SIA) luncheon.
2015.24 Authorizing the establishment of a new money market bank account at First Foundation Bank for the benefit of the Regional Access Project Foundation.
2016.05 Transfer of Investment Funds and Beneficial Interest
2016.06   Transfer of Investment Funds and Beneficial Interests
2018.04 Amending Authorized signatures required on Bank Accounts – Amending Resolution 2015.23.  Replaced in 2019
2018.08 Authorizing the Establishment of a New Bank Account at Provident Bank for the Benefits of Lift to Rise – Replaced in 2020
2019.02 Amending Authorized Signatures Required on Mechanics Bank Account
2020.01 Renewal of Existing Policies and Procedures – Amending Resolution 2021.01
2020.03 To address COVID – 19 Impacts
Resolutions included in Resolution 2022.01 have been reviewed by staff and have been determined as being relevant and correct.

Executive Committee Recommendation:  To approve Resolution 2022.01.

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

G. Resolution 2022.03 -Credit Authorized Use & Maintenance Policy for RAP Foundation Funds
(Attach. #10).  Amending Resolution 2019.06 and incorporating changes approved to include positions previously designated as authorized users.

Executive Committee Recommendation:  To approve Resolution 2022.03

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

H.  Resolution 2022.04 Amending the Investment Accounts and Restating Signatories ( Attach. #11)
Amending Resolution 2015.03 which referenced the investment accounts with Desert Community Foundation and Inland Empire Community Foundation; both accounts are now closed.  RAP has only one investment account which is with Well Fargo Investments.

Executive Committee Recommendation:  To approve Resolution 2022.04

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

 I. Resolution 2022.05 Review and Update the Board Reserve Funds Policy (Attach.  #12)
Replaces Resolution 2020.07 which include accounts no longer used.  We currently only have one Investment account with Well Fargo.

 Finance Committee Recommendation:  The Committee will meet on January 24 and the Finance Director will report on the recommendation. 

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

 J. Adopt Resolution 2022.06 To Amend the Plan and Trust
Required to complete the Form 5500-SF for 2021 for Reporting Small Employee Benefit Plan (401k) Future Plan (Pensys) Retirement Plan Documents (Restatement Package) – (Attach. #13) This is a package we must submit every 6 years to continue with our 401k plan, replaces Resolution 2015.22.

 Finance Committee Recommendation:  The Committee will meet on January 24 and the Finance Director will report on the recommendation. 

 

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

K. Decision on Information Technology (IT) Support
The IT 3-year contract with Acorn expired in October and we have continued on a month-to-month basis.  Seven entities were reviewed and the two finalists were ACORN and Google Workspace.  Due to limited knowledge of Google Workspace, the Executive Committee granted Staff’s request to allow until December to provide an opportunity to explore the two options further (Attach. #14)

Executive Committee Recommendation:  To approve one-year contract with ACORN at $1325/month.   

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

 I. Funding Requests. Review YTD Grants Tracker (Attach. #15)

 Funding Request –Action Required SMALL GRANT FUNDING REQUESTS:

Organization:	VISION TO LEARN
Program:	Free Eye Exams and Glasses for Coachella Valley Students in Need
Requested Amount:	$5000
Representative:	Nora MacLellan
Reviewer’s Scores (7):	High: 97%/ Low: 83% = Avg: 92%
Prior RAP Funding:	None – New program of a National Program in Coachella Valley
Vision To Learn provides a proven, cost-effective, and scalable solution bridging a structural gap in healthcare access and directly addressing educational inequity. Our mobile clinics, staffed by licensed doctors, bring eye exams and glasses to children at schools in underserved communities, free of charge. The funds provided will be used to provide free eye exams and glasses to children in the Desert Sands Unified and Coachella Valley Unified Districts elementary schools. It is VTL’s expectation that we will partner with the local Rotary Clubs to provide every child at the elementary school selected with vision screenings.

Grants Committee Recommendation: To approve grant at $5000 and offer NPOC annual membership and cover cost but not conditional to receive the funds.

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

M. Reallocation of $66,000 budgeted for Spring 2022 Desert Fast Pitch
The Board previously approved funding for an event scheduled for November 2021 which was postponed to the Spring of 2022 due to COVID concerns.  The NPOC Committee agreed with staff to cancel the Spring 2022 event due to COVID disruptions which made it difficult to plan and raise funds for the event.

NPO Centric Committee Recommendation:  To reallocate the funds in the following manner:

• $20.000 – RAP Foundation Small Grants
• $16,000 – Special Grants for local nonprofits for Board Development, Strategic Planning, Fundraising Coaching, Website Development, Collaboration Coaching
• $25,000 – Creation of digital products, creation of content, and marketing to increase membership and awareness of the program
• $5,000 – Event for local nonprofits in the late Spring to relaunch NPO Centric
  • Paid speaker(s)
  • Networking and Learning Event to keep RAP Foundation and NPO Centric at the top of mind, and allow a space for nonprofits to reconnect with and support each other.

 

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

 N. Desert Fast Pitch Fall 2022
The Board will consider allocating funds for the event for FY 2022-2023.  However, the event takes planning which requires financial commitment now to initiate the planning.  The amount requested, $66,000, is for grants and the cost of the event will be covered through sponsorships which need to be secured early on.

NPO Centric Committee Recommendation:  For the Board to commit to having the event in the Fall of 2022 and commit funding to cover the grants, $66,000.

Motion:	Second:	# Approve:	#Denial:	Abstention Names:

 VI. NPO Centric (NPOC)
Stephanie Minor will provide a brief presentation of NPOC activities.

VII. INFORMATIONAL ITEMS- No Action
a. BOARD ATTENDANCE for 2021 (Attach. #16)
b. EXECUTIVE–Met Nov. 23, Dec. 8, Dec. 10, January 19. December Minutes (Attach. #17a, Attach. #17b. Attach. #17c).
c. HEALTH-MENTAL HEALTH – Met on Dec. 16. November 18 Minutes ( Attach. # 18)
d. GRANTS –Met January 20. 15  Minutes attached (Attach. #19).
e. NPO Centric–Met January 19.  Minutes for June 23, 2021 meeting.  (Attach. #20) Next meeting in February.  
f. FACILITIES– Met October 27 and Nov. 1. October Minutes (Attach. #21a) November 1 Minutes (Attach. #21b). Next meeting Jan. 26.
g. GOVERNANCE – Met Jan. 8. Minutes for July 20 meeting.  Next meeting Feb. 8. (Attach. #22)
h. AUDIT – Met Nov. 15. January 2021 Minutes.  Next Meeting in early February.  (Attach -#23)
i. FINANCE & INVESTMENT – To meet Jan. 24. Minutes (Attach. # 24).  Next meeting in February.
j. NOMINATIONS COMMITTEE– Met January 5 and Jan. 20. Minutes for Oct. 20. ( Attach.#25).  Next meeting TBD.

VIII. BOARD MEMBER / STAFF COMMENTS
Committee Assignments will be presented at the February meeting.  Please notify the CEO if you have an interest is making a change in committees.  Each member is required to participate in a minimum of one, as many as he or she likes so long as they can commit to attending.

The Board Chair will determine the Executive Committee membership.

Form 700s are ready.  Please complete by February 26 Board meeting.

IX. Closed Session: Property Government Code 54956.8

X. ADJOURNMENT: Next meeting is February 23, 2022 at 9:00 AM.  Continental Breakfast will be ready at 8:30.

Agenda Posting: Agendas will be posted on the Foundation website at https://www.rapfoundation.org a minimum of 72 hours prior to the meeting date. All public record documents for matters on the open session of the Agenda are available for inspection upon request three (3) days prior to the meeting date.  If a public record document that relates to a matter on the open session of the Agenda is distributed less than 72 hours prior to the meeting date, the public record document shall be available for inspection at the same time it is distributed at the address listed above. Upon request, this agenda will be made available in appropriate alternative formats to persons with disabilities, as required by Section 202 of the Americans with Disabilities Act of 1990.